Upton gives a kiss-off while arriving to a Sports Illustrated anniversary party in Hollywood. Plus: Matthew McConaughey, Ben Affleck & more!

  • MOUTHING OFF photo | Kate Upton

Credit: Sara De Boer/Startraks Photo

Published: Wednesday Jan 15, 2014 | 07:00 PM EST

MOUTHING OFF

Who's the lucky recipient? Two-time cover girl Kate Upton gives some lip service in Hollywood Tuesday night at the Sports Illustrated "50 Years of Beautiful" swimsuit issue anniversary celebration.